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Before entering the MVP REIT web site, you must first acknowledge that you have received and carefully reviewed a copy of the prospectus. You may download a copy of the prospectus by clicking the following link: Download a copy of the MVP REIT, Inc. Prospectus.

An investment in MVP REIT involves a high degree of risk, and there can be no assurance that the investment objectives of this program will be obtained. An investor should carefully consider the risks described in the prospectus before purchasing our common stock.

The risks include, but are not limited to, the following:

We are an “emerging growth company” under the federal securities laws and will be subject to reduced public company reporting requirements. Investing in our common stock is speculative and involves a high degree of risk.

You should purchase these securities only if you can afford a complete loss of your investment. See “Risk Factors” in the company’s prospectus to read about the more significant risks you should consider before buying shares of our common stock. These risks include the following:

We have no operating history and no significant assets; Because this is a “blind pool” offering, you will not be able to evaluate our investments prior to purchasing our shares; This is a “best efforts” offering, and if we are unable to raise substantial funds then we may not be able to diversify our investments; We depend upon our advisor and its affiliates to conduct our operations; Our business strategy involves substantial risk as many of our investments are expected to be in real estate markets that have suffered significant declines in values over the last several years and we may seek to acquire loans made to higher risk borrowers; There is no public trading market for our shares and we are not required to list or liquidate by a certain date or at all. Accordingly, our shares will lack liquidity and you may have to hold the investment indefinitely; There are restrictions on your ability to have your shares repurchased under our share repurchase program; There are substantial conflicts of interest between us and our advisor and its affiliates; We may not be able to make distributions on a monthly basis and may pay distributions from sources other than cash flow from operations, including the sale of assets, borrowings or offering proceeds. We have no limits on the amounts we may pay from such sources. If we pay distributions from sources other than our cash flow from operations, the funds available to us for investments would be reduced and your share value may be diluted. Distributions are not guaranteed; We may incur substantial debt, which will increase our risk and may reduce our distributions; Failure to qualify as a REIT would adversely affect our ability to make distributions to our stockholders;

This sales and advertising literature is neither an offer to sell nor a solicitation of an offer to buy securities. An offering is made only by the prospectus. This offer may not be available in all states and may not be suitable for all investors. This website must be read in conjunction with the prospectus in order to fully understand all of the implications and risks of the offering of securities to which the prospectus relates. A copy of the prospectus must be made available to you in connection with any offering. No offering is made except by a prospectus and no subscription will be accepted until at least five business days after you receive the prospectus. Neither the Securities and Exchange Commission, the Attorney General of the State of New York nor any other state securities regulator has approved or disapproved of our common stock, determined if the prospectus is truthful or complete or passed on or endorsed the merits of this offering. Any representation to the contrary is a criminal offense.

To enter MVP REIT's website, you must acknowledge the following:

YOU HAVE RECEIVED A COPY OF THE PROSPECTUS FOR MVP REIT

YOU RESIDE IN ONE OF THE FOLLOWING STATES: AZ, CA, CO, CT, DE, FL, GA, HI, ID, IL, IN, IA, KY, LA, ME, MI, MO, MS, MT, NV, NH, NJ, NM, NY, NC, ND, OR, PA, RI, SC, SD, TX, UT, VT, VA, WA, WI, WV, WY